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HomeMy WebLinkAbout4.619 Original Contract 4.t.Plq f .-. - ....~~I CONTRACT FOR TOURIST PROMOTION BETWEEN CITY OF PORT ANGELES AND PORT ANGELES DOWNTOWN ASSOCIATION THIS CONTRACT is entered into this2lfZl day of ~, 2009, by and between the City of Port Angeles, Washington, herein referred to as "City," and the Port Angeles Downtown Association, hereinafter referred to as "P ADA." WHEREAS, P ADA is sponsoring a community group known as Our Community at Work, herein referred to as "OCA W;" and WHEREAS, OCA W was formed as a partnership between a group of citizens, community stakeholders, businesses and downtown building owners in Port Angeles; and WHEREAS, the goal of OCA W is to paint and rejuvenate the buildings within the Central Business District of Port Angeles to increase its aesthetic appeal to attract tourists, and to create a marketing tool for tourism and promotion of Port Angeles; and WHEREAS, P ADA requests a grant from the Lodging Tax Fund to be used to promote tourism by advertising and promoting the OW AC and its accomplishments. NOW, THEREFORE, in consideration of the above representations and the payments, covenants and agreements hereinafter mentioned, to be made and performed by the parties hereto, the parties covenant and agree as follows: 1. Pursuant to RCW 67.28.1815, the City of Port Angelesis authorized to expend special excise tax funds for "paying all or any part of the cost of tourism promotion" and "tourism promotion" is defined in RCW 67.28.080(6) to mean activities and expenditures designed to increase tourism, including but not limited to advertising, publicizing, or otherwise distributing information for the purpose of attracting and welcoming tourists. -1- r' ........ 2. To promote tourism, it is in the public interest for hotel/motel tax funds to be expended to advertise and promote the recent downtown beautification efforts in the Port Angeles Central Business District through a building improvement program; through media marketing; and through completion of two American Main Street applications. 3. Services. The City desires to contract with the P ADA for the services described in Section 1, above. For the benefit of the City, PADA will promote tourism as follows: A. $2,500.00 - Current Media Marketing For the purpose of attracting and welcoming tourists to Port Angeles, P ADA will promote to people outside Clallam County the beauty, culture and unique identity of Port Angeles through advertising, publicizing, or otherwise distributing information about Port Angeles. B. $3,000.00 - Marketing, Phase 2 · Complete two grant applications to the American Main Street program that will be used to promote tourism. · Research and apply for Association of Washington Cities award that will be" used to promote tourism. C. $5,500.00 Reimbursement for supplies and equipment used in the performance of this Agreement. D. $1,000.00 Complete street view displays. 4. Duration of Contract. The performance ofP ADA shall commence immediately and continue through /a. -5/-~D/)q . 5. Compensation and Method of Payment. The City shall pay to P ADA reimbursement for amounts up to $12,000 that PAD A expends to promote tourism pursuant to this Contract as set forth in Section 3 above. Payment shall be made within 30 days after P ADA presents detailed invoices to the City. P ADA shall not be obligated to expend more than $12,000 to promote tourism I pursuant to this Contract. -2- r ..-. 6. Record Keeping and Reporting. · P ADA shall maintain accounts and records which accurately reflect the revenues and costs for the services provided pursuant to Contract. These financial records and all records relating to the performance ofthis Contract shall be available for City inspection. · P ADA shall use its best efforts to economize on overhead expenses to the maximum extent feasible in providing the services to be performed pursuant to this Contract. 7. Independent Contractor Status. The relation created by this Contract is that of independent contracting entities. P ADA is not an employee of the City and is not entitled to the benefits provided by the City to its employees. P ADA, as an independent contractor, has the authority to control and direct the performance of the details of the services to be provided. P ADA shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. 8. Hold Harmless and Insurance. P ADA shall protect, defend, save harmless, and indemnify the City, its officers, agents, and employees from and against any and all claims, damages, losses, and expenses, including reasonable attorney's fees, occurring, arising, or resulting from supplying work, services, materials, or supplies in connection with the performance ofthis Contract. 9. Breach. . In the event of either party's material breach of the terms or conditions ofthis Contract, the non-breaching party reserves the right to withhold payments or services until corrective action has been taken or completed. However, the party shall not exercise this right until they have given written notice of such material breach to the breaching party and ten days have passed since the receipt of such notice. This option is in addition to and not in lieu of the parties' right to terminate this Contract or any other right which State law offers for breach of contract. . If either party shall materially breach any of the covenants undertaken herein or any of the duties imposed upon it by this Contract, such material breach -3- r ",' ~-". shall entitle the other party to terminate this Contract, provided that the party desiring to terminate for such cause shall give the offending party at least twenty days written notice, specifying the particulars wherein it is claimed that there has been a violation hereof, and if at the end of such time, the party notified has not removed the cause of complaint, or remedied the purported violation, then the termination of this Contract shall be deemed complete. 10. Non-Discrimination. PADA shall conduct its business in a manner which assures fair, equal and non-discriminatory treatment of all persons, without respect to race, creed or national origin, and, in particular: · P ADA shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity/affirmative action requirements; and, · P ADA shall comply with all requirements of applicable federal, state or local laws or regulations issued pursuant thereto, relating to the establishment of non-discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, Vietnam era veteran's status, disabled veteran condition, physical or mental handicap, or national origin. 11. Entire Contract. The parties agree that this Contract is the complete expression of the terms hereto and any oral representation or understanding not incorporated herein is excluded. Further, any modification of this Contract shall be in writing and signed by both parties. IN WITNESS WHEREOF, the parties hereto caused this Contract to be executed the day and year first hereinabove written. CITY OF PORT ANGELES PORT ANGELES DOWNTOWN ASSOC A no By: ATTBST: [ " .~1~~~^ -~ n Harbick, Vice President, and Co-chair OCA W -4- . ... APPRO, VED AS TO~O~,.,:,'../ ~ --0 / - .. '~~- L--. .' .~ William E. Bloor, City Attorney G:\Legal_Backup\AGREEMENTS&CONTRACTS\2009 Ab'l1llts&ContractsIOur Community at Work.Lodging Tax Agmt.071309.wpd -5- r--